The Watch
by Angel22022
Summary: Twilight finds something she forgot she had. Something that could change everything, even her very existence. It all depends out how she deals with this new knowledge. EDIT: Cleaned certain things up a little.
1. Who are You?

**Disclaimer:** My Little Pony belongs to Hasbro, Doctor Who belongs to BBC

_Chapter 1: Who are You? _

Celestia paced nervously about her chambers. Twilight had passed the test. Not just by letting Spike grab the heart as she had told her student, but by other actions she had taken as well. Actions Celestia had hoped Twilight would not have thought to do. Passing this test meant that things would change, and for the worst at that. Her train of thought was broken by one of her guards.

"Your Highness" he announced "There is a Mr. Time Turner here to see you. Should I allow him through?"

Celestia raced hopefully to the door and was relieved by the sound of the guest's voice.

"Please call me Doctor." the voice said.

"I will see him." Celestia said struggling to contain her emotions.

An earth pony with a brown main and an hourglass cutie mark entered the chamber. He bowed to Celestia and the guard followed his lead. Celestia rolled her eyes.

"You may leave us" Celestia stated dismissing the guard.

The guard bowed again then left. Celestia closed the door behind him using her magic.

"You of all people do not have to bow to me." Celestia sighed.

"I know." the stallion smiled then clapped his hooves together "But I enjoy seeing your reactions. This one could have used some work. Now, no more distractions. I can see from your current state that Twilight Sparkle was able to complete her most recent task."

Celestia nodded sadly. "I'm sorry I din't believe you, I should have seen…."

The Doctor gives Celestia a knowing glance and she stops.

"Even I was not completely sure. If I'd been wrong…" The Doctor started.

"But you were not wrong, I was." Celestia cried back.

"Calm down. This is out of our hooves now." he reminded her.

"I guess." she sighed "But we must visit her tomorrow, as soon as we can. I'd go now, but I need to raise the sun tomorrow. Luna does not know of this, and I wish to keep it that way until we see what Twilight does next."

"I agree." The Doctor nodded.

Both of the however, held on to the worry that knowing Twilight Sparkle, tomorrow could be too late.

_~~~~~~~Ponyville Library~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~_

Twilight Sparkle was far too excited to get any sleep. She had passed. She was going to start dealing with magic and studies on a completely different level. She continued running and leaping about the library when she felt something. It seemed different then any pervious type of magic she'd ever felt, and it seemed to be calling to her. She followed the pull to her room were she found the source. It was her old fob watch. She'd had it for as long as she could remember. She had forgotten about it until she went to dig out Smartypants. She actually hadn't realized she'd grabbed both until just now. Thinking harder she realized that she could not recall exactly where and when she had received it. Wanting to see the source of the energy she used her magic to try to bring the watch closer to her. The second the spell touched the watch however, everything went white.

_~~~~~MIndscape~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~_

Twilight blinked. She looked around. She was in a vast seemingly endless white…. space. She could not really think of a better word. There were streams of some kind of gold energy flowing at angles that din't seem physically possible. She looked in the distance and saw what looked like something moving. She ran towards it. She stoped short. The creature is like nothing Twilight has ever seen. She (well Twilight was relatively sure it was a she) stood on two legs, she lacked a tail, she her mane was brown and slightly curled. She was clothed in some sort of red full body suit. Twilight recognized what she was but couldn't believe it. She was a human, but they weren't real, were they?

"Who are you?" Twilight inquired.

The women stared at Twilight. She was being asked a question by _horse_, in _her_ watch."You're asking _me_ a question? This is a holding place for my memories what are _you_ doing here?"

Twilight thought for a second. The watch! This human must have sealed her memories in the watch, and they were somehow inside it. But how had this human put herself in the watch, and why? Why had it come to her? Twilight was snapped out of her thoughts by another demand from the woman.

"How did you get your hands on my watch, horse?"

"My name is Twilight Sparkle, and I'm a unicorn not a horse!" Twilight stated. Realizing only afterward how rude and unproductive her reply had been.

"I do not care what you are and I did not ask for your name." the women stated. Thought she did see the unicorn as an interesting subject to look into once she is back in control of her body. She wonders what the human the arch created is currently up to. Something foolish and boring no doubt. She continues, "I only wish to know how you came upon my watch."

"Its _my_ watch" Twilight stated, finding real conviction for the first time in what was turning into the strangest conversation she'd every had. There are so many questions she wished to ask this strange creature, but obviously dealing with the watch issue would would have to come first. "I've had had it as long as I can remember, I didn't know anypony was inside it"

The creature stared at Twilight. A sinister smirk crossed her face.

"You're smart aren't you." the women asked, struggling to ignore the fact she may have just been called a pony.

"Well" Twilight blushed "I am Princess Celestia's personal student. I also really enjoy reading. By the way you're a human aren't you. I've read about humans, but…."

The women interrupted Twilight "I am not a _human_" she spit out the word as if its an insult.

"Then what are you?" Twilight asked. This whole thing is so strange to her, each answer raising more questions.

"Smart and curious." the women smiled. "Very well, to start with I tell you this much, I am called The Rani."

_-To Be Continued-_


	2. You're Not Real

**Disclaimer:** My Little Pony belongs to Hasbro, Doctor Who belongs to BBC

**AN: **If it wasn't clear before, this is AU for both series.

_Chapter 2: You're Not Real. _

Spike was awoken by a blast of energy. He looked toward the direction of the blast and to no surprise found Twilight in the center of it. He gasped, she was hovering off the ground and releasing a huge amount of magic. It was enough that her eyes were glowing all white. He noticed a another source of energy as well. It was coming from a watch levitating above her head. There was a gold stream of some kind mixed in with Twilight's usual purple magic. Spike walked towards her but was pushed back by the energy. He summoned a scroll and hastily sent a message to Celestia. Then he ran outside to wait for the princess.

_~~~~Canterlot~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~_

Celestia had continued her pacing after The Doctor had gotten himself settled.

"Don't worry, from what you told me your student a smart girl." The Doctor assured her.

"Yes, but that may be the _problem_ in this particular case." Celestia reminded him.

"True. From what you've told me she…" The Doctor is interrupted by a green burst and a scroll falling in front of Celestia.

The princess quickly unfolded and read and the letter to her self. The Doctor looked on as well.

_Princess, _

_TwilightWatchGoldlightHelp_

_Spike_

Without a word Celestia powered up her magic and teleported them both to Ponyville.

_~~~~Mindscape~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~_

The Rani and Twilight circled around each other under they were about a foot away from each other, both studying the other one.

It was Twilight who spoke first "'The Rani', that's a bit of mouthful, isn't it."

"That's what I you choose to ask me…perhaps I was wrong in my earlier assessment. Also 'Twilight Sparkle' is far from a simple name itself." The Rani snarked at Twilight.

"Just 'Twilight' is fine…and... Wait! What assessment. Did you give me a test? Did I just fail it? Is this a test?" Twilight ranted.

"Wrong type of assessment." Rani said rolling her eyes. "Also, just 'Rani' is adequate if you wish for something to refer to me by."

Twilight calmed down a bit. About the test thing anyway. Other then that, her mind was still reeling. She thinks back to earlier in the conversation. Mainly that Rani had said wasn't human, but Twilight could not think of any other creature that had the attributes of the woman before her.

"If your not a human, then what are you?" Twilight asked.

"Finally, you ask the right question." Rani grins "I'm from the planet Gallifrey, my species are know as Time Lords."

"Wouldn't that be Time _Lady_ in your case?" Twilight asked innocently.

Rani glared at Twilight. "No, the term is more gender neutral then you'd think when applied to our race."

"So, why are you in my watch?" Twilight asked.

"As I said before it's _my_ watch." The Rani stated.

"But I've always had it." Twilight said, getting increasing confused once more.

"You still don't get it." The Rani laughed. "You're not real. I used something called the chameleon arch to make body change and put my mind in this watch. It was supposed to turn me into a human though, no idea how _you_ came about."

Twilight stared in horror at The Rani is she talked. She didn't understand all of what the woman was saying, but from what she could, it was horrible, it meant she wasn't real. Twilight was about to ask more questions when both of them were swallowed up by one of the gold energy flows that surrounded them.

_-To Be Continued_


	3. What was That?

**Disclaimer:** My Little Pony belongs to Hasbro, Doctor Who belongs to BBC

_Chapter 3: What was That? _

Celestia and The Doctor flashed into existence outside of Twilight's house. The first thing they noticed was that they were not the only ones there. In fact there was large crowd of ponies outside the library. Spike was attempting to tell them that Twilight was busy, but none of them were buying it. Celestia was wondering how _she_ could have caused a panic this quirky, when she noticed that the crowd contained multiple Pinky Pies. The Doctor had noticed all this as well.

"I told you that you should have sealed off damn cavern." he muttered.

Celestia glared at him. "I am aware of that. Of all ponies to actually find it… "

"Yes I know." The Doctor sighed.

"I can return them, but we need to find the real one first." Celestia stated.

"That one." The Doctor said pointing at an extremely depressed Pinkie cowering behind the others.

Celestia stared at him.

He sighed. "No clone created by that process would have the capacity to go through an existential crises."

Celestia sighed. "I suppose you are right." Her horn lights up. All the Pinkies except the real one were blasted back into the pond.

Pinkie blinked and looked at Celestia guiltily. Celestia patted Pinkie on the head.

"It's okay my little pony. I assume you have learned your lesson." she said in a gentle tone.

"Yes!" Pinkie replied shaking her head repeatedly.

"Good." Celestia stated sternly. "I need to talk to Twilight and then to all of you. Go get the others, find a way to block the entrance to the Mirror Pond for good, then all five of you return here."

Pinkie nodded again and vanished in the blink of an eye. Celestia looked to The Doctor who looked away. The two remembered why they had come and ran to Spike.

~~~~Mindscape~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

Twilight and The Rani looked around at where the energy had deposited them. They were transparent and floating above a laboratory.

"No." Rani muttered "Not this."

"Do you recognize this place?" Twilight asked.

"Unfortunately, it was my old lab." Rani growled.

"Old lab? What happened?" Twilight questioned.

"Just wait five seconds and you will see for your self." Rani said.

The lab had some cages with mice in them. A younger version of The Rani entered the lab and opened a cabinet door. She took out a vial of a strange substance. She mixed in some extra ingredients and put the new mixture in a syringe. She shot some of the substance into several of the mice.

"What does that do?" Twilight asked.

Rani glared at her "Can you be silent for even a second?"

Back in the memory the mice grew to an enormous size. Their teeth sharpened. Their hands and feet mutated into claws. The Rani in the past attempted to order the mice around but none listened. The monsters ran past her and out of the lab.

"Why did you create those monsters?" Twilight asked.

"Why do ask so many questions?" Rani asked.

Twilight looked down finally quiet.

Rani sneered. "You're attempting to avoid the the fact I just told you that are not real."

Before they could continue the scene below them changed. They were in an area that almost reminded Twilight of the royal court. Of course here it was filled with what Twilight could only assume were more Time Lords. They all were looking at the past version of The Rani reactions ranging from annoyance to pure rage. The one out front who appeared to be the leader was most upset. He was also missing an arm.

_"Lord President I apologize." _ the past Rani said, although it was clear from her tone that she did not actually mean it.

_"Silence" _the one armed Time Lord spoke. _ "I have told you before, you are free to experiment as you wish, as long as it has control and purpose. Not only did you lose control, but I can not see how an army of giant rats helps us. Given this, and their attacks on myself and my cats, I see it fit to banish you."_

_"No!" _growled both versions of Rani.

The scene cleared again and Twilight and Rani were back in plane were they had first met.

Rani was still fuming at having to relive her at having to relive her worst memory. Twilight took some tentative steps towards her.

"Are you alright?" Twilight asked.

"Still with the unimportant questions." Rani groaned. "I have repeatedly told you are not real. Are you not disturbed by this fact?"

"You said I was just created as … a placeholder right?" Twilight questioned.

"I suppose that's an accurate term." Rani agreed.

"Then what about my memories?" Twilight asked.

"It depends on how the arch was set. You could have really lived most of your life, or only the last several days of it. " Rani explained.

Then it came the outburst Rani had been expecting from Twilight. It did not however express itself the way she'd expected. Instead of breaking down the unicorn seemed to gain more resolve.

"My memories ARE real!" Twilight yelled.

Another gold flash surrounded them both. In a second they were both floating as they had been before, this time it was above a lecture hall with several ponies in it.

"What is this?" Rani asked.

"My happiest memory." Twilight smiled.

"What, that's impossible, the watch only…" Rani starts but is distracted by the action below them.

Past Twilight is sitting in front of a rock. She focuses on it but nothing really happens. This continued until a flash of rainbow colored energy hit her. Her eyes turned white and energy flowed from her to the entire room. The rock hatched into a dragon, some onlookers were levitated up in the air, others were turned into plants. The light hit the dragon which grew to an enormous size. A white unicorn with wings and flowing multi colored hair went up to past Twilight. The energy stopped and the ponies went back to normal, then the dragon shrank back to its original size.

After that there was another flash and The Rani and Twilight were again returned to the place were they had met.

"What was that?" Rani asked.

"That's how I became the Princess' student." Twilight answered.

"So that was the Princess then, at the end there?" Rani asked, there something about that horse. She just could not put a find finger on it.

"Yes." Twilight smiled.

"What was that?" Rani asked again.

"Now who's asking the wrong questions?" Twilight joked.

Rani rolled her eyes. "Fine, I suppose I wasn't that clear. How did you do that?"

"Magic." Twilight responded.

"There no such thing." Rani stated.

"Then how is this happening?" Twilight questioned her.

"Science. The chameleon arch is technology." Rani responded.

"So, some theorists argue magic and science are just different takes on similar premises." Twilight replied back.

"I do not have time to argue this with a unicorn. Just open the damn watch so I can get my body back." Rani demanded.

"No." Twilight stated. "I think I am going to try to find out exactly what's going on here before I do that."

With that, and despite continued protests from The Rani, Twilight focused her magic and detached her self from the watch.

~~~~~~~Ponyville~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

Twilight awoke to find her self holding her still closed watch. Then she heard a commotion downstairs and went to investigate, leaving the watch behind.

Coming down the stairs Twilight looked to see Princess Celestia trying to calm down a panicked Spike. She also notices a brown earth pony, Time Tuner if she was correct. He looked at her with a stare that could turn back an army.

"Rani" he spit out with disgust.

_-To Be Continued _


	4. I'm NOT Her

**Disclaimer:** My Little Pony belongs to Hasbro, Doctor Who belongs to BBC

_Chapter 4: I'm NOT Her_

Twilight's head was spinning. Time Tuner knew about Rani. Also his name was _Time_ Tuner, could he be connected to the Time Lords somehow. She knew she would have to make him and the princess understand that she hadn't opened the watch.

"No, I'm NOT her. I didn't open the watch!" Twilight exclaimed.

"Likely story. Also predictable, remember the last time we met tried you tried to pass yourself off as someone else." accused The Doctor, he continued "Really you ought to try something new once in a while."

"Princess, I really didn't open it, I swear." Twilight cried to Celestia.

Celestia glared at Twilight with an intensity that could almost match The Doctor's.

"I wish I could believe you." Celestia stated. "But, you… no, Twilight passed her last test for me."

"What do you mean Princess? Wasn't it good that I helped the Crystal Empire." Twilight was grasping at straws. She wasn't even sure that was the test Celestia was referring to.

"Stop that." The Doctor demanded.

"Stop what?" asked Twilight.

"Using her title, you would never bother to think anyone would be above her. Especially if that person was not a TIme Lord. The only time she would was if she was desperate. So your only digging yourself deeper. " explained The Doctor.

"But, I'm not her!" Twilight cried again.

"Then how do you even know what where talking about?" The Doctor questioned. He smirked, he had her.

"I found this old watch…" Twilight started.

"Ah hah." The Doctor accused. "And then you opened it right?"

Spike had been watching all this from the side. He had absolutely no idea what was going on, but he knew for a fact Twilight had not opened the watch.

"WAIT!" Spike cried.

Everypony looked at him.

"Um… I may not have put enough description in that letter. She didn't open the watch. She was doing some magic on it, and the watch seemed to be responding to it." explained Spike.

The Doctor's eyes lit up. He ran upstairs. There on the floor was the unopened fob watch. He felt the presence with in it. It was The Rani and she was furious. He grinned to himself at that. He found a small unused chest and brushed the watch into. Then he shut the chest and went back downstairs.

"Twilight's telling the truth." stated The Doctor.

Twilight breathed a sigh of relief. Then with out warning Celestia scooped her up into a hug.

"My faithful student, I am sorry I doubted you." she cried.

Twilight looked shocked, but shook it off and hugged the princess back.

"Wait, what was wrong with how I handled things at the Crystal Empire. Something made you think the watch was influencing me. What was it?" Twilight asked.

Celestia smiled sadly, Twilight had realized what she'd thought.

"You weren't supposed to use dark magic the second time. It can be addictive and dangerous. The challenge was to use it minimally You were supposed to find another way." Celestia explained.

Twilight looked down crying.

"I'll never use it again I swear, anything to keep her in that watch." Twilight said between tears.

"So you really did meet her then?" The Doctor asked. He was curious as to how exactly any of had happened. Of course he had known where The Rani was, but even he never had the why.

"Yes. She…I know it may seem selfish, but I don't want to stop existing. Especially if it gives someone like her access to Equesteria. There no telling what damage somepony with as much arrogance and lack of morals as her could do." explained Twilight.

Just as Twilight finished speaking a huge push of energy sent a group of ponies flying into the library. Twilight quickly recognized them as her friends.

"Twilight!" Rainbow Dash called out climbing out of the mess of ponies "Trixie's back. She wants to see you, and she's really pissed."

Twilight scrunched her eyes together then facehoofed herself.

_-To Be Continued _


	5. Who Else?

**Disclaimer:** My Little Pony belongs to Hasbro, Doctor Who belongs to BBC

_Chapter 5: Who Else? _

"This is the last thing I needed right now!" Twilight groaned. Then she actually thought about what had just happened. "Are guys alright?" she asked

"I suppose so, how does my mane look." Rarity asked.

Rainbow Dash glared at Rarity. "We just got blasted through a door from halfway across town and your worried about you mane." she muttered. "By the way" she added, "I'm great, not shaken at all…now" She looked down having realized everypony else had seen her panicked explanation when they had entered.

"I'm… fine too." Fluttershy whispered. She definitely still looked shaken up.

"I'm fine Twi." Applejack stated brushing some dust off her coat.

Twilight breathed a sigh of relief. "I'm glad all of you…Where's Pinkie?"

Everyone looked around. It was odd that the pink mare had not been the first to speak up. Then all of a sudden she popped up between Celestia and The Doctor, visibly shocking both of them.

"I'm right here." she said smiling. "And I'm super duper alright. Although I would like to know why Princess Celestia and The Doctor are here. Is this some really secret test for Twilight we just burst into?"

The Doctor blinked. That mare, how could she know. More importantly how had she moved with out being seen. He made a mental note to ask Celestia about it later.

Twilight noticed the different name use as well. "Why did Pinkie just call you The Doctor? When you were helping with the contest at Sweet Apple Acres I could have sworn it was mentioned that your name was Time Turner."

"That's because someone probably did." The Doctor explained.

"The Doctor." Twilight repeated. There was something about that name, or more importantly the type of name it was. It seemed too similar to how The Rani had introduced herself. That added to her earlier thoughts on the name 'Time Turner' and that fact he knew about the watch hadTwilight's thoughts swirling. She was utterly stumped as to which of her many questions to ask first. So she went with the simplest. "Doctor Who?"

"Exactly." The Doctor chuckled. "Now, I know you all have many other questions to ask, but I think we have to deal with this challenge that Twilight Sparkle was just issued first."

Twilight's face fell. She had been so worried about her friends that she'd forgotten what had put them in that situation to begin with. Then she thought back to what Rainbow had said earlier. "Wait you said Trixie did this?" she asked.

The other's nodded in agreement.

"But Trixie… there's no way she could be strong enough to push all of you back that far." Twilight stated.

"Yes well, she was wearing the strangest necklace." Rarity commented.

"A necklace, what did it look like?" Twilight asked.

"It was was red gem on on a grey backing that was carved to look like an alicorn. Seemed a little old fashioned in my opinion" Rarity recalled.

"That could…Did you say alicorn!" Twilight exclaimed. She went up to a shelf and levitated a book down. She placed the book down where everypony could get a look. She flipped the pages until she reached one with a picture of the necklace Rarity had described.

"Here, the alicorn amulet." Twilight said. Then she skimmed through the the text some more. Her face fell. She turned to the others and explained what she had read. "It greatly increases the user's magic, at the cost of their sanity."

"Well, that certainly explains somethings." Rainbow muttered.

"Like how she teleported all of you clear across Ponyville." Twilight said.

"Actually I meant the whole insanity thing. It kinda explains why she was yelling at Snips and Snails to get rid of all wheels currently in her sight." Rainbow explained.

"Wheels?" questioned The Doctor. Then he shook his head. "Never mind, well Twilight Sparkle now that you know what happened, what ideas do you have."

"Me?" Twilight questioned. "Well, the only one who can remove the amulet is the one wearing it…" She stopped she understood why The Doctor wanted her to this herself. If she could talk Trixie down it would help her practice keeping her defenses up against The Rani. "Doctor I think I understand what you want we to do."

"Good. Now go, I promise to explain everything to you and your friends when you return." The Doctor said.

Twilight nodded and ran out the door.

She got outside and looked around. _I wonder where Trixie is_. She thought. _I would venture to guess she's over there were all those scared little ponies are running from._ Answered another voice. _Rani!?_ Twilight panicked. _Who else. _The voice sneered. _So, how are you going to help this 'Trixie' when you don't even known what's going on in your own head?_

-To Be Continued-


End file.
